Jersey Company number: 129667
UPLAND RESOURCES LIMITED
Interim Report and Accounts
For the Six-Month Period from 1 January 2024 to 30 June 2024
UPLAND RESOURCES LIMITED
CONTENTS
Report of the Directors | 1-3 |
Directors' responsibility statement | 4 |
Consolidated Statement of Comprehensive Income | 5 |
Consolidated Statement of Financial Position | 6 |
Consolidated Statement of Changes in Equity | 7 |
Consolidated Statement of Cash Flows | 8 |
Notes to the Interim Accounts | 9-12 |
UPLAND RESOURCES LIMITED
DIRECTORS REPORT FOR THE SIX MONTH PERIOD ENDED 30 JUNE 2024
The Directors present their report for the six-month period ended 30 June 2024.
Principal activity
The Company and Group was formed for the purpose of acquiring assets, businesses or target companies that have operations in the oil and gas exploration and production sector that it will then look to develop and expand.
SK334 Exploration: Progress
- Drill crew & Project teams identified, contracts under review.
- Onshore drilling rig Inspection completed on 26th February 2024 at Sviadnov, Czech Republic, as part of SK334 drilling rig selection and operational preparation. The rig is concluded to be suitable for our plans.
- Pre-drillwork programme developed for accelerated drilling programme.
- Signed a Rig Reservation agreement with Huisman Geo BV.
- Constructive meetings are in progress with key project stakeholders
Joint Venture Agreement
Negotiations/discussions are ongoing with a number of interested parties, including a Major Oil and Gas company.
Financing
During the interim period 19,333,332 shares have been issued on the exercise of 1.20 warrants for gross proceeds of £232,000.
On 26 April 2024 the Company announced a placement of 96,927,000 shares at 3.3p for gross proceeds of £3,198,591 and on 28 May 2024 announced a further placement of 16,090,060 shares at 3.3p for £530,973 to increase the size of the placement to 113,017,060 shares for gross proceeds of £ 3,729,564.
Upland Resources Ltd is debt free.
Significant events since the balance sheet date
- On 9 September 2024 the Company announced the placement of 42,857,142 shares at 1.4p for proceeds of £600,000 from a strategic Malaysian investor. K Meranun, a major shareholder and director in Tune Assets Limited, one of the Company's largest shareholders, has previously individually subscribed for 10,000,000 shares. K Meranun is highly regarded in Malaysia and his support is of great value to the Company.
- Brunei Operations. Results of the JTS have outlined several areas of specific interest with analogous geological configuration and reservoir/trap/seal combinations as Brunei's nearby Belait formation which is host to a number of proven oil and gas discoveries and oilfields. Areas of focus as outlined above have been discussed with key authorities in Brunei, workstreams are ongoing and Upland has now appointed an advisor and consultant to manage engagement in Brunei.
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- John Forrest our CFO has announced his retirement. He has agreed to provide assistance to the CEO and COO as a Consultant for an indefinite period. With this support the Board does not consider it necessary in the immediate future to appoint a new CFO.
Principal risks and uncertainties
The directors consider that the main business risks and uncertainties of the Group are:
Sub-surface risks
Risk 1: The success of the business relies on accurate and detailed analysis of the sub-surface. This can be impacted by poor quality data, either historical or recently gathered, and limited data coverage. Certain information provided by external sources may not be accurate.
Mitigation: All externally provided historical data is rigorously examined and discarded when appropriate. New data acquisition will be considered and relevant programmes implemented, but historical data can be reviewed and reprocessed to improve the overall knowledge base.
Risk 2: Data can be misinterpreted leading to the construction of inaccurate models and subsequent plans.
Mitigation: All analytical outcomes are challenged internally and peer reviewed. Interpretations are carried out on modern geoscience software.
Corporate risk
Risk 1: The Group's success depends on skilled management as well as retention of technical and administrative staff and consultants. The loss of critical members of the Group's team could have an adverse effect on the business.
Mitigation: The Group periodically reviews the compensation and contract terms of its staff and consultants to ensure that they are competitive.
Going concern risk
Risk: The Group at the date of approval of these accounts has insufficient financial resources to meet its non- discretionary expenses for the next 12 months nor the final capital expenditure amount for that period which is not yet known.
Mitigation: Despite challenging financial markets, the Group has a loyal shareholder base and raised £2,643,127 before expenses during 2023 and has raised approximately £3,800,000 during the 6 month period ended 30 June 2024 from the placement of shares and exercise of warrants and a further £600,000 subsequent to 30 June 2024.
Also, the Company has received interest from several potential joint venture partners interested in financial participation in our opportunities in Sarawak.
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Results for the period
The financial results for the six-month period ended 30 June 2024 are appended to this report. During 2023 the Company changed its yearend date to 31 December from 30 June. This is the first Interim Report since the report for the six month period ended 31 December 2022.
Upland incurred a loss of (£730,207) for the six months ended 30 June 2024, compared with a loss of (£385,971) for the six months ended 31 December 2022. The principal reason for the loss in the six-month period is increased administrative expenses resulting from increased commercial activity in Sarawak which commenced in September 2022.
Going concern
These financial statements have been prepared on a going concern basis, which assumes that the Group will continue to be able to meet its liabilities as they fall due for the foreseeable future. The Group meets its current day to day working capital requirements through existing cash reserves.
The Group raises finance for its exploration and appraisal activities in discrete tranches to finance its activities for limited periods only and further funding will be required from time to time to finance those activities as well as ongoing administrative expenses. The Group holds current cash balances of approximately $5,000,000
The Directors believe that the Group will be able to raise, as required, sufficient cash or reduce its commitments to enable it to continue its operations, including the pursuit of future exploration opportunities, and to continue to meet, as and when they fall due, its liabilities for at least the next twelve months from the date of approval of the interim Group financial statements. The interim Group financial statements have, therefore, been prepared on the going concern basis.
As there can be no guarantee that the required funds will be raised within the necessary timeframe, consequently a material uncertainty exists that may cast doubt on the Group's ability to continue to operate as planned and to be able to meet its commitments and discharge its liabilities in the normal course of business for a period not less than twelve months from the date of approval of this report. The financial statements do not include the adjustments that would result if the Group was unable to continue in operation.
Auditing
This interim report and accounts for the six-month period ended 30 June 2024 (the "Interim Report and Accounts") has not been audited or reviewed pursuant to the Financial Reporting Council guidance on 'Review of Interim Financial Information''.
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UPLAND RESOURCES LIMITED
DIRECTORS' RESPONSIBILITY STATEMENT
Statement of Directors' Responsibilities
The Interim Report and Accounts is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the Interim Report and Accounts in accordance with the Disclosure and Transparency Rules (the "DTRs") of the United Kingdom's Financial Conduct Authority (the "FCA"). The DTRs require that the accounting policies and presentation applied to the half yearly figures must be consistent with those applied in the latest published annual accounts.
The Directors confirm that, to the best of their knowledge, the set of financial statements contained in the Interim Report and Accounts, which have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting' as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit and loss of the Group, as required by DTR 4.2.2 and in particular include a fair review of:
- the important events that have occurred during the half of the financial year and their impact on the set of financial statements contained in the Interim Report and Accounts, as required by DTR 4.2.7R;
- the principal risks and uncertainties for the remaining half of the year as required by DTR 4.2.7R; and
- related party transactions that have taken place in the first half of the current financial year.
Approved by the Board on 30 September 2024:
Bolhassan Di
Chairman
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UPLAND RESOURCES LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME AS AT 30 JUNE 2024
6 months to | 6 months to |
30 June | 31 December |
2024 | 2022 |
£ | £ | ||
Revenue | - | - | |
Exploration and evaluation expenditure | (69,041) | (19,500) | |
Administrative expenses excluding: | (540,592) | (366,433) | |
Broker fees | (22,471) | ||
Legal & professional fees | (29,180) | ||
Regulatory fees | (68,923) | ||
Operating loss | (730,207) | (385,933) | |
Share of profit or loss of joint venture | - | (38) | |
Loss before taxation | (730,207) | (385,971) | |
Taxation | - | - | |
Loss and Total Comprehensive Income for the Period Attributable to | |||
(730,207) | (385,971) | ||
Equity Owners of the Parent Company | |||
Loss per share in pence - basic | (0.006) | (0.04) | |
The results above derive wholly from continuing operations.
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UPLAND RESOURCES LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2024
6 month period | 18 month period | |||
ended | ended | |||
30 June | 31 December | |||
2024 | 2023 | |||
Note | £ | £ | ||
Non-Current assets | ||||
Investment in associate | 2 | 66,432 | 66,432 | |
Tangible fixed assets | 3,433 | 3,433 | ||
Trade and other receivables | 3 | 2,879,899 | 579,899 | |
2,949,764 | 649,764 | |||
Current assets | ||||
Trade and other receivables | 3 | 16,000 | 32,130 | |
Cash and cash equivalents | 1,162,843 | 654,721 | ||
1,178,843 | 686,851 | |||
Total assets | 4,128,607 | 1,336,615 | ||
Equity | ||||
Stated Capital | 14,852,821 | 10,976,259 | ||
Retained earnings | (11,566,016) | (10,835,809) | ||
Share options reserve | 522,675 | 522,675 | ||
Total equity | 3,809,480 | 663,125 | ||
Current liabilities | ||||
Trade and other payables | 4 | 319,127 | 673,490 | |
Total equity and liabilities | 4,128,607 | 1,336,615 | ||
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UPLAND RESOURCES LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY AS AT 30 JUNE 2024
Stated capital | Share options | Retained | Total equity | |
reserve | earnings | |||
£ | £ | £ | £ | |
At 31 December | 10,976,259 | 522,675 | (10,835,809) | 663,125 |
2023 | ||||
Issue of shares, | 3,876,562 | 3,876,562 | ||
net of costs | ||||
Share-based | ||||
payment | ||||
transactions | ||||
Loss for the | (730,207) | (730,207) | ||
period | ||||
At 30 June 2024 | 14,852,821 | 522,675 | (11,566,016) | 3,809,480 |
Stated capital | Share options | Retained | Total equity | |
reserve | earnings | |||
£ | £ | £ | £ | |
At 01 July 2022 | 8,427,732 | (8,686,185) | (258,453) | |
Loss and total | (2,167,066) | (2,167,066) | ||
comprehensive | ||||
income for the | ||||
18 months | ||||
Issue of Shares | 2,253,900 | 2,253,900 | ||
Issue Costs | (94,600) | (94,600) | ||
Grant of share | 540,117 | 540,117 | ||
options | ||||
Exercise of share | 40,000 | (17,442) | 17,442 | 40,000 |
options | ||||
Exercise of share | 349,227 | 349,227 | ||
warrants | ||||
At 31 December | 10,976,259 | 522,675 | (10,835,809) | 663,125 |
2023 |
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UPLAND RESOURCES LIMITED
CONSOLIDATED STATEMENT OF CASH FLOW AS AT 30 JUNE 2024
6 months to 30 | 6 months to 31 | ||
June 2024 | December 2022 | ||
£ | £ | ||
Cash Flows from Operating Activities | |||
Loss from operations | (730,207) | (385,933) | |
Share-based payment expenses | - | 147,000 | |
Decrease/(increase) in trade and other receivables | 16,130 | (3,645) | |
(Decrease)/increase in trade and other payables | (354,363) | (256,196) | |
Net cash used in operating activities | (1,068,440) | (498,774) | |
Cash Flows from Investing Activities(formatting) | |||
Acquisition of shares in associate | |||
Advances to Associate | (38) | ||
(2,300,000) | - | ||
Net cash flow used in investing activities | (2,300,000) | (38) | |
Cash Flows from Financing Activities | |||
Issue of ordinary shares, net of issue costs | 3,876,564 | 291,400 | |
Net cash generated from financing activities | 3,876,564 | 291,400 | |
Net increase/(decrease) in cash and cash equivalents | 508,154 | (207,412) | |
Cash and cash equivalents at the beginning of the period/year | 654,721 | 305,526 | |
Exchange differences in respect of cash and cash equivalents | (32) | - | |
Cash and cash equivalents at the end of the period/year | 1,162,843 | 98,114 | |
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